Ti	=	Examined Documents
1.0.sec	=	In acting as counsel to {_Buyer}, we have examined {originals/copies.cl} the following documents and instruments (collectively, the “{_Transaction_Documents}”):
originals/copies.cl	=
1.1.sec	=	The {_Purchase_Agreement};
1.2.sec	=	The {_Escrow_Agreement}; and
1.3.sec	=	The {_Promissory_Notes}.
1.	=	[G/Z/ol/s3]
2.0.sec	=	In addition to the {_Transaction_Documents}, we have examined:
2.1.sec	=	The {Articles/Certificate} of Incorporation of {_Buyer}, as in effect on the date hereof, certified by the Secretary of State of {Buyer.Register.Adr.State};
Articles/Certificate	=	Certificate or Articles
2.2.sec	=	The Bylaws of {_Buyer}, certified to be true and correct by its Secretary;
2.3.sec	=	A certificate from the Secretary of State of {Buyer.Register.Adr.State} indicating that {_Buyer} is in good standing in the State of {Buyer.Register.Adr.State};
2.4.sec	=	Copies of resolutions adopted by the board of directors of {_Buyer} authorizing the execution, delivery, and performance of the {_Transaction_Documents} and certified to be true and correct by its Secretary;
2.5.sec	=	Certificate of {Buyer.Secretary.Title} of {_Buyer}, dated the date hereof, certifying as to certain factual matters (the “{_Buyer_Certificate}”);
2.6.sec	=	Documents listed in the {_Buyer_Certificate}; and
Note	=	uses "render", while Atty_Opinion_Seller uses "give".
2.7.sec	=	Such other documents as we have deemed appropriate in order to render the opinions expressed below.
2.	=	[G/Z/ol/s7]
	=	[G/Z/paras/s2]